Exploring the Influence of Shareholder Activism
on Canadian Corporations

As shareholder activist campaigns are maturing and becoming more sophisticated, Canadian corporations and boards have realized the importance of taking a more proactive approach and adopting a range of structural changes within the company. Institutional Investors, traditional long-only investors, company executives and boards are all working closer with activists, and company directors are realizing that they don't work for management, but rather oversee management.

It's clear that activist investing has become an acceptable means of expressing shareholder views and concerns...but the debate continues. Do shareholder activists add long-term value to the companies they target, or are their interests merely short term in nature? Are they a distraction from the day-to-day operations of the business, or will their involvement ultimately strengthen the corporate structure?

Activist Investing in Canada taking place November 14th in Toronto explores the current state of the strategy and its effect on the structure and operations of Canadian corporations.


Highlights

CONFERENCE Agenda
  • Monday, November 14
07:30 - 08:30 AM
Registration, Networking & Breakfast

08:30 - 08:35 AM
Opening Remarks

WALIED SOLIMAN, Norton Rose Fulbright

08:35 - 09:25 AM
The Current State of Shareholder Activism in Canada

As shareholder activist campaigns have matured and become more sophisticated, corporations and boards have realized the importance of taking a more proactive approach to making structural changes within the company. This session explores the current state of the strategy in Canada, and examines the influence of shareholder activism on Canadian corporations.

JOSH BLACK, Activist Insight

MICHAEL GALEGO, CGX Energy Inc.

VICTOR GUO, Institutional Shareholder Services Inc. Canada

DEXTER JOHN, D.F. King Canada

WALIED SOLIMAN, Norton Rose Fulbright (Moderator)

09:30 - 10:20 AM
The Future of the Public Company Board: How the Threat of Activism has Influenced Director Behavior

In the current environment, the expectations of the corporate board have never been higher. Directors are constantly struggling with the issue of increasing long-term shareholder value while managing short-term demands. Companies must proactively evaluate their current board composition, assess their corporate governance initiatives and manage their shareholder engagement programs so they can position their company for success.

VIC ALBOINI, Jaguar Financial Corp

SEAN DONAHUE, Morgan, Lewis & Bockius (Moderator)

ZACHARY GEORGE, FrontFour Capital

GEORGE W. HEBARD III, Barington Capital Group

CATHERINE MCCALL, Canadian Coalition for Good Governance

10:20 - 10:35 AM
Networking Break

10:35 - 11:15 AM
Featured Session: An Interview with W. Graeme Roustan

The former Chairman of Performance Sports Group became an activist shareholder in 2015 when he objected to the dramatic change in corporate strategy, and he called for the removal of the company's CEO. In this in-depth interview, Mr. Roustan will discuss his experience with Performance Sports Group and examine the reasons behind his campaign.

INTERVIEWER: CATHERINE MURRAY, Business News Network

W. GRAEME ROUSTAN, ICD.D, Performance Sports Group Ltd.; Chairman and CEO of Roustan Capital

11:20 - 12:10 PM
Legal & Regulatory Update: Securities Laws, Proxy Rules, Litigation and Regulatory Approvals

This panel of experts discuss the latest updates to the legal and regulatory system in Canada including the final changes to the early warning regime, the increased use of litigation as a “sword”, the use of private placements as a defensive tactic in contested transactions, tactical considerations related to a contested meeting, and proxy voting infrastructure issues.

PAUL DAVIS, McMillan (Moderator)

LARA DONALDSON, Computershare Canada

BRENDA GOSSELIN, Goodmans LLP

NAIZAM KANJI, Ontario Securities Commission

PENNY RICE, Shorecrest Group

12:15 - 01:30 PM
Luncheon & Keynote Interview with Jennifer Reynolds

What Role Can Shareholder Activists Play in Increasing the Number of Women Serving on Corporate Boards? There is no shortage of evidence proving that boardroom diversity results in enhanced financial performance, corporate governance, innovation and decision-making. So why then did the latest CSA Staff Review of Women on Boards find that only 12% of corporate Canadian board members are women, despite the implementation of regulations to address this serious deficiency more than a year ago? Jennifer Reynolds, President & CEO of Women in Capital Markets, shares her views on how activist investing can play an important role in producing positive outcomes for not only women, but corporate Canada as a whole.

INTERVIEWER: CATHERINE MURRAY, Business News Network

JENNIFER REYNOLDS, Women in Capital Markets

01:30 - 02:20 PM
Defense Strategies, Best Practices and Engagement Approaches for Executives and Directors

We know that companies must have a plan in place well before they ever get a call from an activist investor…but what is the right plan? There are differing opinions regarding how a company should respond to, engage with and defend against shareholder activist proposals and demands? This session examines strategies that have resulted in successful corporate defenses, and weighs the alternatives regarding “settling or fighting” with the activist.

BRADLEY FREELAN, Fasken Martineau (Moderator)

RIYAZ LALANI, Bayfield Strategy, Inc.

ORESTES PASPARAKIS, Norton Rose Fulbright

ALFREDO PORRETTI, Morgan Stanley

02:25 - 03:05 PM
Featured Session: Inside the Boardroom: What Happens When an Activist Nominated Director Joins the Board?

This session will examine the interaction between an activist nominated director and the incumbent board. A director that has been on both sides of the table discusses his experience with multiple activist situations, and explores his involvement in the process. Was the board receptive to his ideas? Was he well received and how did that relationship change over time? What was the communication like not only with the activist, but with the shareholder base as well? Additionally a veteran search consultant reveals the dos and don’ts of recruiting dissident nominees for activists as well as fortifying and refreshing vulnerable boards.

NADIA DAMOUNI, Edelman's Communications & Capital Markets

STEVEN A. SEIDEN, Seiden Krieger Recruiters

RANDY THURMAN, Executive Chairman, Presbia PLC; Senior Advisor, BC Partners, and Director, Allscripts Healthcare Solutions, Inc.

03:10 - 03:30 PM
Networking Break

03:30 - 04:20 PM
Examining Chairman Responsibilities during a Period of Shareholder Conflict

When a company becomes the target of an activist campaign, is it the CEO or Chairman that should be leading the company through the turmoil? As more boards are splitting the CEO and Chairman roles, it becomes more important to examine the role of the independent chairman, and define their day-to-day responsibilities during a time of shareholder conflict.

BIRKS BOVAIRD, Energy Fuels, Inc.

PETER M. CLAUSI, GTA Resources and Mining (Moderator)

STEPHEN GRIGGS, Smoothwater Capital

PATRICE MERRIN, Glencore, plc; Stillwater Mining Company, Novadaq Technologies Inc.

04:25 - 05:15 PM
Shareholder Management & Engagement: A Practical Discussion Examining Board and Stakeholder Interaction

Now more than ever, it’s important for a company to effectively communicate their vision and mission to shareholders, management, staff, the board and the market. There must be clarity and transparency to shareholders about the decisions that are made, why they were made, and how they fit into the overall corporate strategy. This session examines how boards should be interacting and communicating with shareholders so they have a clear understanding of the corporate plan.

DAVID CARNEVALI, Mergermarket (Moderator)

DEIRDRE MCMURDY, Navigator

GIL PALTER, Atlantic Power Corporation; RPX Corporation; Managing Partner and Chief Investment Officer, EdgeStone Capital Partners

EILEEN ROMINGER, CamberView Partners, LLC

SUNIL SURI, Dimensional Fund Advisors

KEVIN THOMAS, Shareholder Association for Research & Education (SHARE)

05:15
Closing Remarks

05:15 - 06:15 PM
Cocktail Reception